ATLANTA, April 22, 2020 /PRNewswire/ -- Delta Air Lines,
Inc. (NYSE: DAL) (the "Company" or "Delta") today announced that it
intends to commence a private offering to eligible purchasers of
$1.5 billion in aggregate principal
amount of senior secured notes due 2025 (the "Notes"), subject to
market and other conditions. The Company also announced it intends
to enter into a new $1.5 billion Term
Loan B facility due 2023 (the "New Credit Facility") concurrently
with the closing of the offering of the Notes.
The Company intends to use the net proceeds from the offering of
the Notes and borrowings under the New Credit Facility for
general corporate purposes and to bolster its liquidity
position. The final terms and amounts of the Notes and the New
Credit Facility are subject to market and other conditions, and may
be materially different than expectations. The offering of the
Notes is not contingent upon the closing of the New Credit
Facility.
The Notes and New Credit Facility will be pari passu obligations
secured on a first priority basis by a diverse pool of slots, gates
and routes collateral comprised of domestic slots at New York-JFK,
New York-LaGuardia and Reagan National Airport, slots at
Heathrow, London routes, other European and Latin
American routes.
This press release is neither an offer to sell nor the
solicitation of an offer to buy the notes or any other securities
and shall not constitute an offer, solicitation or sale in any
jurisdiction in which such offering, solicitation or sale would be
unlawful. The notes are being offered in the United States only to qualified
institutional buyers in an offering exempt from registration in
reliance on Rule 144A under the Securities Act of 1933, as amended
(the "Securities Act"), and outside the United States in reliance on Regulation S
under the Securities Act. The notes have not been registered under
the Securities Act or any state securities laws and may not be
offered or sold in the United
States without registration or an applicable exemption from
the registration requirements of the Securities Act or any
applicable state securities laws. This press release is being
issued pursuant to and in accordance with Rule 135c under the
Securities Act.
Forward Looking Statements
Statements in this press release that are not historical facts,
including statements regarding our estimates, expectations,
beliefs, intentions, projections or strategies for the future, may
be "forward-looking statements" as defined in the Private
Securities Litigation Reform Act of 1995. All forward-looking
statements involve a number of risks and uncertainties that could
cause actual results to differ materially from the estimates,
expectations, beliefs, intentions, projections and strategies
reflected in or suggested by the forward-looking statements.
These risks and uncertainties include, but are not limited to, the
material adverse effect that the COVID-19 pandemic is having on our
business; the impact of incurring significant debt in response to
the pandemic; possible effects of accidents involving our aircraft;
breaches or security lapses in our information technology systems;
disruptions in our information technology infrastructure; our
dependence on technology in our operations; the performance of our
significant investments in airlines in other parts of the world;
the restrictions that financial covenants in our financing
agreements could have on our financial and business operations;
labor issues; the effects of weather, natural disasters and
seasonality on our business; the effects of an extended disruption
in services provided by third parties; the cost of aircraft fuel;
the availability of aircraft fuel; failure or inability of
insurance to cover a significant liability at Monroe's Trainer refinery; the impact of
environmental regulation on the Trainer refinery, including costs
related to renewable fuel standard regulations; our ability to
retain senior management and key employees; damage to our
reputation and brand if we are exposed to significant adverse
publicity; the effects of terrorist attacks or geopolitical
conflict; competitive conditions in the airline industry;
interruptions or disruptions in service at major airports at which
we operate; the effects of extensive government regulation on our
business; the impact of environmental regulation on our business;
and the sensitivity of the airline industry to prolonged periods of
stagnant or weak economic conditions; uncertainty in economic
conditions and regulatory environment in the United Kingdom related to the exit of the
United Kingdom from the European
Union.
Additional information concerning risks and uncertainties that
could cause differences between actual results and forward-looking
statements is contained in our Securities and Exchange Commission
filings, including our Annual Report on Form 10-K for the fiscal
year ended Dec. 31, 2019 and our
Quarterly Report on Form 10-Q for the quarterly period ended
March 31, 2020. Caution should be
taken not to place undue reliance on our forward-looking
statements, which represent our views only as of April 22, 2020, and which we have no current
intention to update. There can be no assurance that the proposed
offering of notes will be completed as anticipated or at all.
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SOURCE Delta Air Lines